MindBio Announces Private Placement

Executive Summary

• MindBio Therapeutics Corp. announced a non‑brokered private placement to raise up to $1,100,000 in gross proceeds.
• The offering consists of two unit types: 2,070,000 “AI Units” at $0.40 each (gross proceeds up to $828,000) and 680,000 “LIFE Units” at $0.40 each (gross proceeds up to $272,000).
• Net proceeds will be used to advance the company’s drug‑and‑alcohol intoxication detection prediction technologies, support a prototype build within 4–6 months, and for general working capital.

Key Details

• Units Offered
• AI Unit: 1 common share + 1 share purchase warrant (exercise price $0.70, expires 36 months after closing; accelerated expiry if CSE price > $1.00 for ten consecutive trading days).
  • Quantity: up to 2,070,000 units → $828,000 gross proceeds at $0.40 per unit.

• LIFE Unit: 1 common share + ½ warrant.

  • Quantity: up to 680,000 units → $272,000 gross proceeds at $0.40 per unit.

• Exemptions Utilized

• AI Units – Accredited Investor Exemption (NI 45‑106 Section 2.3).

• LIFE Units – Listed Issuer Financing Exemption (NI 45‑106 Part 5A).

• Warrant Terms

• AI Unit warrant: right to purchase an additional share at $0.70 per share, exercisable for 36 months; may expire early if CSE price > $1.00 for ten consecutive days.

• LIFE Unit includes half a warrant (no separate terms detailed).

• Use of Proceeds

• Advance development of prediction technologies for drug and alcohol intoxication detection (consumer & enterprise applications in mental health).
• Build first prototype for enterprise deployment within the next 4‑6 months.

• General working capital.

• Shareholder Approval

• Offering would result in issuance of >100 % of existing share capital, triggering CSE policy requiring shareholder written consent from a majority of outstanding shares.

• If consent not obtained, the company may reduce or cancel the offering.

• Regulatory Conditions

• Completion subject to receipt of required regulatory approvals.

• Related Transaction

• Final completion of clinical software development tied to the October 14 2025 acquisition of software; issuance of 87,500 post‑consolidation warrants to the vendor (exercise price $0.50) as consideration for services.

• Software will be used for data collection and analysis in speech‑based intoxication detection.

• Finder’s Fees

• Company will pay eligible third‑party finders who introduce subscribers to the offering.

Notable Quotes

(No direct quotes were provided in the release.)